This essay focuses on a short passage—approximately eighty lines (mainly prose) in the Folio text—that introduces at the start of All's Well That Ends Well the elderly ruling class of the play. This class is conspicuous for its idealistic belief that rank and virtue, extrinsic honor and intrinsic, should be brought into alignment. At mid−twentieth century and for a while thereafter, critics praised the gerontocracy, as it may be termed,¹⁾ for living up to its code.²⁵⁾ More recently, not only has the king's locus classicus declaration of the rewards due to virtue been interpreted as a figleaf for his abuse of power, but a few critics have associated the king along with other members of his class with the failings or limitations of age. I have in mind especially the moving portraits Arthur Kirsch and Ruth Nevo offer of the old as they cope with bodily decrepitude and residual desires, their hesitancies challenged by the energies of youth.²⁶⁾ Yet these accounts occlude some of the harsher aspects of the ruling class, which despite advanced old age rules in more than name and dominates the life of the young. The play's opening passage portrays the elderly as meritorious in trying circumstances; yet the passage also suggests to us the need to be alert to contradictions between the way these elderly behave and their inner thoughts and feelings. Paradoxically the passage both creates expectations that All's Well will take comic shape and poses seemingly insuperable obstacles to such shaping.

The play begins with four characters entering in mourning attire, "all in black" (1.1.0 s.d.). His father having died, "young Bertram" has succeeded to his father's title, Count Rossillion. Bertram is to become a ward of the king—of wardship more in a moment—and old Lord Lafew, the king's emissary, has arrived to conduct him to the royal court. [→page 19] Two women are present, Bertram's mother and Helena, the daughter of a middle−class physician. Helena's father (like Bertram's) has died recently, and as a consequence the countess has taken the orphaned young woman under her protection.²⁾ It is a time, then, of sorrow and transition; the countess and Lafew commiserate with one another while the young say little.

The elderly share a fully articulated world view which is implicit in their manner of expression. Their speech is self−conscious and cultivated, with carefully balanced clauses and deliberate but not overly precious figures of speech, most especially chiasmus.³⁾ Here is Lafew describing the king's despair of finding a cure: "He hath abandoned his physicians, madam, under whose practices he hath persecuted time with hope, and finds no other advantage in the process but only the losing of hope by time" (10−12). The countess expresses her regret that Helena's physician father has not survived to minister to the ailing king: "Would for the king's sake he were living! I think it would be the death of the king's disease" (16−17). Lafew and the countess are capable of simpler, colloquial effects; though never without courteous reserve, they are attentive to the needs of one another, and can ask a question or offer comfort in direct, unadorned language. While their speech is not so mannered or stilted as to suggest a self−enclosed world, its refinement may, by inadvertence or design, exclude the unpolished young.

The assured cadences and the traces of wit in elegantly turned phrases also bespeak the disciplined stoicism of those who have already endured losses and expect more. The following passage exhibits the speech patterns of the countess and Lafew, as well as their tendency to echo one another, and their fortitude and solicitude, in this instance, for Helena, who weeps, apparently for the death of her father:

LAFEW  Moderate lamentation is the right of the dead; excessive grief

the enemy to the living.

COUNTESS  If the living be enemy to the grief, the excess makes it soon

mortal. (1.1.43−46)

The counsel of moderation, the endorsement of a balance between respect for the dead and regard for the living, give further evidence of a class which confronts living with a practiced sense of responsibility.

[→page 20] Speech laden with principle suggests that this class believes rule should be moral rule. Their idealism is explicit when the countess urges Bertram, "succeed thy father ⁄ In manners [= morals] as in shape," and "thy goodness ⁄ Share with thy birthright" (49−50, 51−52). She worries that Bertram will not be worthy of his title, remarking to Lafew as he prepares to leave with her son, "'Tis an unseasoned courtier; good my lord, ⁄ Advise him" (59−60).

That virtue should be recognized and respected wherever it is found is the conviction that lies behind the countess's remarks about Helena and her father; though they are not nobility, the countess praises them and includes Helena in an intimate gathering.

The evidence discussed so far shows the elderly in an admirable light; not a single detail has pointed to any criticism of people who might, after all, have become ingrown, or crotchety, or inclined toward morbidity, or cynical in the use of power (their ideology notwithstanding). None of the dark aspects of age and power, of age linked with power, has so far been noticed.

Yet the opening section of the play depicts not only obvious characteristics of the ruling class but also subtly disturbing undercurrents. In the first lines, a doubt about royal power is briefly glimpsed before it is swept under the carpet:

COUNTESS  In delivering my son from me, I bury a second husband.
BERTRAM  And I in going, madam, weep o'er my father's death anew;

but I must attend his majesty's command, to whom I am now

in ward, evermore in subjection.

LAFEW  You shall find of the king a husband, madam; you, sir, a father.

He that so generally is at all times good must of necessity hold his

virtue to you, whose worthiness would stir it up where it wanted,

rather than lack it where there is such abundance. (1.1.1−8)

Bertram remarks, in effect, that he feels imposed upon at a time of sorrow. In becoming a "ward" of the king, he comes under the king's authority. Many in Shakespeare's original audiences would have detected an allusion to a royal abuse for which the House of Commons was seeking redress.⁴⁾ Wardship, based on feudal law revived by the Tudors, affected the landowning classes. If a father died, his minor child became a ward of the crown. The crown then sold (or sometimes gifted) the [→page 21] wardship, whose value derived from the guardian's ability to raid the minor's estate. That Bertram has touched a nerve may be seen in Lafew's response, which is so soothing and total as to make the audience question its candor. For Lafew is the very model of orthodoxy when he describes his king stepping into the gap created by the death of Bertram's father: the king will become husband to the dowager countess, father to Bertram! Moreover, not only is the king "so generally" and "at all times good," but were he (hypothetically) lacking in virtue, the goodness of the countess would compel the king's goodness. Lafew talks a kind of nonsense—no one is always and in all respects good, nor does goodness in one person compel goodness in another, nor do good deeds ever proceed with the inevitable laws of physics. Lafew's response has the same glibness caught in the title of the play, and invites a degree of scepticism in the audience, in part, indeed, because the remark was intended to foreclose scepticism about power and its possible impact on the young.

By detecting the presence of a still unmeasured gap between what Lafew says and what he must be thinking, the audience realizes the need to look beneath the formal surface of the conversation that ensues. Allegedly, though the elderly rule, they are devoted, both by emotional tie and conviction, to promoting the well−being of the young. Yet the countess and Lafew reveal feelings for Bertram and Helena which deviate from their proclaimed ones. The countess opens the play with a remark already quoted: "In delivering my son from me, I bury a second husband." By likening her feelings for her son to feelings for a husband, the countess raises a suspicion that she has incestuous desires for her son.⁵⁾ Yet her paralleling of husband and son is so strong as to make an audience wonder if incest is too obvious an implication. The disparaging and almost ludicrous ring of her remark opens it to an alternate and very different interpretation. To speak of Bertram's departure as a burial is to allude, however remotely, to his death. Moreover, she likens her grief now to a proverbially suspect grief—a wife's at the death of a second husband. That the countess feels something other than unambiguous warmth towards her son is again suggested when she says farewell to him, for her moralizing tendency is stretched to absurdity. In a speech paralleling Polonius's to his [→page 22] departing son, the countess loads advice on Bertram: "Love all, trust a few, ⁄ Do wrong to none. Be able for thine enemy ⁄ Rather in power than use, and keep thy friend ⁄ Under thy own life's key" (52−55). She concludes with a discordant remark that again suggests distance or displeasure: "What heaven more will, ⁄ That thee may furnish, and my prayers pluck down, ⁄ Fall on thy head" (56−58). The audience cannot fathom what might explain the countess's coolness towards her "unseasoned courtier," yet her detachment is evident, just at a time when warmth and support would be expected.

Between her opening remark about Bertram and her concluding farewell to him, the countess speaks neither to nor concerning him. What is absent in her response to her son is present in her speeches to and about Helena, though an audience must be alert to the indirection the countess employs. With seeming casualness, she calls Lafew's attention to Helena, identifying her as a "gentlewoman" (13) and the daughter of Gerard de Narbon (20).⁶⁾ Of course, to protect and even foster the fortunes of Helena might well be consistent with the countess's commitment to advance the worthy, but her response to Helena is oddly personal and probing, at least if, avoiding an edited text, we read it in the Folio:⁷⁾

I have those hopes of her good, that her

education promises her dispositions shee inherits, which
makes faire gifts fairer: for where an uncleane mind car−
ries vertuous qualities, there commendations go with
pitty, they are vertues and traitors too: in her they are
the better for their simplenesse; she derives her honestie,
and atcheeves her goodnesse. ([41]−[47])

This passage is based on a topos (or a weave of topoi) most fully developed in Hamlet's ramparts speech, which permits a meditation on human character (especially greatness of character), and the difficulty of judging it, in light both of the complex forces that contribute to its formation and of the emotions that color an observer's response. Whether by dramatic design or inadvertence both the ramparts speech and this speech appear imperfect, and thereby create the impression that the issues are too elusive for the speakers to capture.⁸⁾ Editorial emendation and repunctuation aimed at simplifying the opening of the present [→page 23] passage are mistaken.⁹⁾ To place an end stop or semi−colon after "promises" and open the passage with "I have those hopes of her good that her education promises," is to diminish the passage's insistence on the need for constant qualification and revision, as the nature of nature and of nurture, and therefore of Helena's character, come under continued scrutiny.

The brief opening sentence created by the emendation renders the countess's "hopes" [41] as confident expectations. By way of contrast, in the Folio text, her hopes are hopes and no more—their realization is contingent on Helena's "education" keeping a promise to her "dispositions" [42]. These "dispositions" in the emended text are understood at once to be her "natural tendencies" (OED 6.):¹⁰⁾ "Her dispositions shee inherits." In the Folio text it is initially possible that her "dispositions" are her "inclinations" (OED 9.a.), and inclinations may possibly prevail over "education." The relationship between nature and nurture becomes even more of a puzzle: the antecedent of "which" [42] may be (1) "dispositions"; or (2) "education" or (3) that education whose promises are as yet unrealized. At issue is whether nature is subordinate to nurture or nurture to nature. Uncertainty on the point emphasizes the emptiness of the formulaic assurance that "faire gifts" are made "fairer" [43]. It even becomes unclear that nature can be distinguished from nurture. An "uncleane mind" [43] is identified as an inheritance, yet an "uncleane mind" was once "clean," and presumably became "defiled" or "sullied"¹¹⁾ in the corrupted currents of the world. Helena is said to "derive her honestie" [46] but honesty, especially a woman's, is more easily understood as a moral achievement—often, in the early modern period, a woman's honesty is her chastity.¹²⁾

Paralleling the erosion of clarity concerning nature and nurture is a growing uncertainty about Helena's character. When in the course of praising someone the faults of others are mentioned, we wonder whether the implication is that the praised person has these very faults. For example, in the opening scene of Measure for Measure, the duke's praise for Angelo takes suspect form when emphasis falls on the negative example of those who bury their talents (1.1.26−40). That Helena is unlike others since her "vertues" are not "traitors" [45] is the remarkable [→page 24] assurance we must get past before arriving at an affirmation of her worth. It seems then that the countess, in insisting on the complementary relationship between Helena's nature and Helena's nurture, is avoiding the possibility that a corrupt nature can pervert nurture, or a corrupt nurture can pervert nature. Further complicating the picture is the chameleonlike evolution of Helena's "education," which is soon said to be constituted by her "vertuous qualities" [44]. Since education and virtue are clearly not synonymous, the countess may conceivably use virtuous as we use virtuoso, to refer to Helena's accomplishments.¹³⁾ Yet in another moment we hear that "vertuous qualities" may subdivide into virtues and traitors. The countess would restore Humpty Dumpty with an "all's well" conclusion that ascribes "simplenesse" [46]—consistency of substance—simultaneously to Helena's "vertuous qualities" and to her mix of acquired and inherited traits. It is doubtful, however, that there is anything simple about a young woman who elicits such convoluted praise.¹⁴⁾ The countess is not saying what she means, and so we want to know more about what she does observe in Helena, and why, even if Helena fails to meet a high standard, the countess will "pitty" [45] but never judge her.

The countess's remarks call forth Helena's tears, cautiously described by the old lady as "the best brine a maiden can season her praise in" (37). If a maiden's virtue is in need of preservation, then it can become corrupted; maidenhood can become corrupted, "honestie" can turn to dishonesty. Of course, it is uncertain that the countess is conscious of these reservations. It does become evident, however, that she entertains suspicions that Helena conceals aspects of herself. After explaining Helena's tears to Lafew as occasioned by her father's death, the countess gently rebukes her: "No more of this, Helena. Go to, no more, lest it be rather thought you affect a sorrow than to have" (39−41). The countess simultaneously draws Lafew's attention to Helena on the basis of the young woman's good character, and reveals that her own liking for Helena has remoter roots.

Conversation alluding to the king's disease provides the most conspicuous hint of hidden matters. The countess introduces the topic, asking, "What hope is there of his majesty's amendment?" (9). Her allusion to the king's being ill avoids identifying the disease, and Lafew, [→page 25] in responding, is likewise indirect, as we have seen (10−12). After further brocaded speech concerning the king's condition, Bertram asks to have it identified:

BERTRAM  What is it, my good lord, the king languishes of?
LAFEW  A fistula, my lord.
BERTRAM  I heard not of it before.
LAFEW  I would it were not notorious. Was this gentlewoman the

daughter of Gerard de Narbon? (1.1.24−27)

Lafew's abrupt "fistula" breaks the elaborate rhythm of the conversation; the word explodes with its heavily accented initial syllable concluding in a hissing sibilant. Perhaps with a touch of humor and an invitation for laughter from the audience, Lafew momentarily draws aside a curtain. He provides one further hint by describing the fistula as "notorious." This word is usually glossed as "well−known," one contemporary meaning. Yet it is likely that a disease discussed obliquely is one associated with "some bad practice," a pejorative use of "notorious" that occurs later in this scene as well (88; see OED a. 5.).

The play's editors do not help the reader who pauses confused over the king's illness. G. K. Hunter, in the New Arden All's Well, quotes John Bucknill's Medical Knowledge of Shakespeare (1860): "A fistula at the present day means an abscess external to the rectum, but in Shakespeare's day it was used in the more general signification for a burrowing abscess in any situation."¹⁵⁾ Russell Fraser, in the New Cambridge edition, glosses fistula as a "long flute−shaped abscess," and adds that the word "is used by [William] Painter in the source−story to describe a painful swelling on the King's breast" (1.1.25n). Susan Snyder's Oxford edition (1.1.34n) cites Bucknill and follows Fraser in saying that Shakespeare "probably" accepted Painter's rendering.¹⁶⁾ These annotations notwithstanding, a fistula is an ailment of some interest. In Medicine and Shakespeare in the English Renaissance, F. David Hoeniger notes that among the most common fistulas was the fistula in ano, one cause of which was long rides in cold and wet weather.¹⁷⁾ The word "fistula" derives from the Latin for water−pipe; the OED defines the word as "a long, narrow, suppurating [i.e. pus−discharging] canal of morbid condition in some part of the body; a long, sinuous pipe−like ulcer with a narrow orifice" (fisula 1.a.). Language such as this is suggestive of some [→page 26] kind of lower body dysfunction; the circumlocution used to refer to the disease suggests that it is an embarrassment.

Bertram wants to know what the king "languishes of" (24). To languish is "to grow slack" (OED v. 2.). The word is commonly used figuratively to describe a person pining "with love or grief" (v. 3); "languish" is the literary term describing love melancholy. Suspicion about the nature of the king's illness is strengthened by mention of the name of Helena's father just before and just after mention of the fistula, both times in a position of emphasis, the end of a sentence. His name is Gerard de Narbon, meaning Healer of the Nose Bone, if Frankie Rubinstein's etymology is accepted.¹⁸⁾ That the nose is phallic well before Tristram Shandy Lafew is to make clear (2.3.231−32).

Royal illness can symbolize the state of a nation.¹⁹⁾ The king's disease in 2 Henry IV is an image of the impaired state of England, itself the result of the king's earlier usurpation of the throne. It is possible that in All's Well no culpability is involved, that the fistula points merely to the infirmity of age. Even if a sexual organ is involved, the disease need not be venereal and indicative of moral turpitude (though it is hard to think when venereal infection is not a symbol of wayward sexuality in early modern English literature). That the disease causes the king to languish may suggest another impediment of old age, the flagging of the spirit, when joy and pleasure are absent. The countess is now mateless and it seems likely that the king and Lafew are too. Yet the notion that the disease reflects a moral failing in the kingdom cannot be dismissed; it may be thought that Lafew and the countess protest their high standards rather too strenuously, and that the "amendment" they desire for the king may be his moral reformation (see OED amendment 1.a.). His disease, then, becomes a focal point for the audience's effort to understand the gerontocracy.

Bertram's intrusive question about the king's illness prevents Lafew from responding when the countess draws Helena to his attention. As soon as the old lord can, he returns the conversation to Helena, signaling his responsiveness to the countess by echoing her description of Helena as a "gentlewoman" (27) and the daughter of Gerard de Narbon (28). Later, he echoes the countess again—"Your commendations, madam, get from her tears" (36)—showing he has caught the significance of her [→page 27] "commendations" of Helena [44]: the countess wishes to recommend Helena (see OED commendation 3. and 5.). To this point, Lafew and the countess appear as parallel representatives of their class. Perhaps they remain so, but Lafew's interest in Helena becomes suspect. His attention never wanders from her. After counseling her against excessive grief (43−44), he offers her a noteworthy parting remark: "Farewell, pretty lady. ⁄ You must hold the credit of your father" (65−66). "Pretty lady" represents a break in decorum, for it concludes a sententious conversation with notice of Helena's womanly appeal. Lafew's advice gives an even stronger indication of his intentions with regard to Helena. His suggestion that Helena should "hold the credit of her father" is equivocally phrased. If "hold" is taken to mean "uphold," and "credit" to mean "reputation" (OED credit sb. 5.), Lafew is simply telling Helena that she should live up to her father's moral example. A more interesting reading results, however, if "hold" means "retain" (OED hold v. 7.a.) and if "credit" bears a specifically business sense and refers to a "reputation of solvency and probity" (credit sb. 9.b.). Now Lafew is telling Helena to keep her father's professional standing, which of course she can only do by pursuing his profession! It is true that this advice is startling and Lafew's motive or motives for offering it are obscure. Yet the advice makes a kind of sense, for the countess has speculated that the survival of Helena's father would have meant the "death of the king's disease" (17), and Lafew has observed that medical success brought Gerard de Narbon to the attention of the monarch himself (21−22). The audience knows the king is sick, and that in folklore ailing kings are restored to health, sometimes by maidens.²⁰⁾

So far, we have focused on the elderly, attending to the young only when the elderly attended to them. Yet the question of how the lives of the young are affected by their elders is already an issue. Bertram, we have seen, is to become the king's ward. He is awkward in three attempts to interject himself into the conversation. Though he has inherited his father's title, it is as yet unclear that he has the ability or desire to meet the expectations of the older generation.

As a social outsider, an orphan, and a woman, Helena would seem to be at a disadvantage vis−à−vis Bertram. Yet her elders offer her entrée into society. Unlike Bertram, she keeps her own counsel, and speaks [→page 28] only when she needs to. When the countess says to her that she should stop crying "lest it rather be thought you affect a sorrow than to have," Helena responds, "I do affect a sorrow indeed, but I have it too" (42).²¹⁾ By having "it" in the second clause refer back not to a specific sorrow but only to "a" sorrow, Helena subtly leaves open the possibility that she has two sorrows. Two sorrows are further suggested by two possible meanings for "affect." Helena pretends to a sorrow she does not have²²⁾ (for the death of her father, it is soon disclosed); she also feels or loves a sorrow, alluding to the Petrarchan trope linking love and pain. Helena is astute and cautious, feeling that in spite of the praise and attention lavished on her, her place is insecure. At the same time, her punning reveals inner determination, certainly to express her feelings, possibly also to act on them.

Though no words in the text suggest romantic interest between Helena and Bertram, many directors find ways to indicate it. Are they right to do so? That Helena looks on Bertram longingly should not be in doubt, for her first soliloquy (67−86) will disclose that she has previously gazed on him by the hour. However, this same soliloquy that makes her the hind pining with love, makes Bertram the lordly and indifferent lion. Whatever looks Bertram gives Helena must be ambiguous indeed, but he does probably glance over at her. Bertram's third attempt to intrude himself into the conversation of his elders is a request for his mother's blessing that seems motivated by his desire to redirect attention from Helena to himself. About to depart his childhood home, he feels he should be the cynosure of his mother's eyes. Yet resentment at Helena may be only one of Bertram's responses. He makes two closing remarks that complicate an audience's understanding of him. As is conventional practice, the Folio text does not indicate to whom Bertram speaks. His second comment is plainly directed at Helena; the first is addressed either to his mother or to Helena:

The best wishes that can

Be forgèd in your thoughts be servants to you.
Be comfortable to my mother, your mistress,
And make much of her. (1.1.62−65)

Bertram would be expected to say a farewell to his mother, so in all probability his first sentence addresses her. Yet because the remark does [→page 29] not seem particularly appropriate for a son speaking to his grieving mother, it should possibly be heard as Bertram's thoughts about Helena, as a glance at her could suggest. That her "wishes" should come within her control is a remark suited to Helena, with her youth and restricted circumstances. She is, in fact, filled with "wishes" (1.1.154−61). Bertram may, then, be half fearful, half attracted, to Helena's wishes, and his final patronizing remark, instructing her to "make much of" her "mistress" (64−65), may be an effort to stifle affection he does feel for Helena. Bertram then is possibly of a divided mind about Helena. To go further, and say that a love match between Bertram and Helena is already likely is another matter, and quite wrong.

The play up to this point probably appears to most members of the audience as a comedy. Its title anticipates comedy. By portraying an older and a younger generation, and by making the old so old as to make all but inevitable the breaking away of the young, the play anticipates that the young will break away, perhaps by falling in love with one another. The older generation can also share in an "all's well" ending, for the king may recover his health and become "husband" to the countess; alternately, Lafew may marry her. Lafew's indecorous mention of the fistula provides one touch of humor, and Helena's equivocation hints at a readiness for festive wooing.

A degree of ambiguity hangs over all these markers, and against them countermarkers are set. When Frederick Boas grouped several plays, including All's Well, as "problem−plays," he described them as portraying "highly artificial societies, whose civilization is ripe unto rottenness."²³⁾ The purple prose notwithstanding, Boas captures quite well the malaise reflected in the opening passage of All's Well. The extreme old age of the ruling class suggests a troubled and precarious state. We expect comedy to adumbrate the transfer of authority from one generation to another. Yet unless the old of this play die—a disruption to comedy, surely—it is hard to project an orderly transition. This old insular class would seem to stand as a block to the aspirations of the young.

Helena is the wild card in the deck. The countess's ambiguous praise, Helena's riddling, the unexpected interest that Lafew and the countess take in her, make her mysterious. They suggest that unusual opportunities may open to her that will elude even young Bertram, though [→page 30] he be a male heir and to the manner born.²⁴⁾ It is unclear whether any in the audience as yet anticipate Helena's determination to "attempt" (1.1.195) a cure of the king as a way to win Bertram. It is also unclear whether any in Shakespeare's original audiences drew connections between the king's guardianship of Bertram and, on the one hand, the most serious abuse of wardship, enforced marriage, and, on the other hand, the leverage Helena seeks with the king. If the rule of the aged in All's Well is puzzling, complex, and troubled, then it may be that "the safety and health of this whole state" depend ultimately on the use to which Helena puts her abilities and on whether she retains the backing of her elders.